Sopra Steria - 2019 Universal registration document

9 GENERAL MEETING Summary of resolutions

Current wording

New wording

The publication and letters giving notice of this second meeting shall restate the date and agenda of the first meeting. If the date of a General Meeting is postponed by court order, the court may set a different time period. The publication and letters giving notice of meetings shall contain the information required by law. Article 27 – Agenda The agenda for the General Meeting is decided by the person(s) convening the Meeting. One or more shareholders representing at least the portion of share capital required by law and acting in accordance with legal requirements and time periods, may request that specific items of business or draft resolutions be added to the General Meeting’s agenda. The works council (comité d’entreprise) may also request that draft resolutions be added to the agenda of General Meetings. A General Meeting shall not deliberate on a matter of business that is not included in the agenda. However, a General Meeting can in all circumstances dismiss and replace one or more directors. Article 28 – Admission to meetings – powers – composition General Meetings shall include all shareholders, regardless of the number of shares they hold, who may participate personally or by proxy. All shareholders have the right to participate in General Meetings provided they furnish proof, in accordance with legal and regulatory requirements, that their shares are registered on accounts in their names or on their behalf in the name of their registered intermediary, or on the registered share accounts kept by the Company, or on the bearer share accounts kept by an authorised intermediary. Any shareholder may be represented by his or her spouse, the partner with whom he or she has entered into a pacte civil de solidarité (PACS, the French civil union contract), another shareholder or any other other private individual or legal entity of his or her choice; in the case of proxies given by a shareholder without specifying the name of the proxy holder, the Chairman of the General Meeting shall cast a vote in favour of the adoption of draft resolutions submitted or approved by the Board of Directors and a vote against the adoption of all other draft resolutions. To cast any other vote, a shareholder must choose a proxy who agrees to vote as indicated by the principal. The legal representatives of shareholders who lack legal capacity and individuals representing shareholders that are legal entities may participate in General Meetings whether or not they are shareholders. If the Board of Directors so decides at the time it convenes a General Meeting, shareholders may also participate in said meeting by videoconference or any other means of telecommunications or electronic transmission, including the internet, that meets the conditions prescribed by the laws and regulations applicable at the time of the use thereof. Shareholders who participate in a General Meeting by videoconference or other means of telecommunications that enables them to be identified in a manner and in accordance with procedures in compliance with statutory and regulatory provisions shall be deemed present for the purposes of calculating the quorum and majority. All shareholders may vote by mail using the form prepared and sent by the Company in accordance with statutory and regulatory requirements. To be taken into account, this form must be received by the Company at least three days before the date of the meeting.

The publication and letters giving notice of this second meeting shall restate the date and agenda of the first meeting. If the date of a General Meeting is postponed by court order, the court may set a different time period. The publication and letters giving notice of meetings shall contain the information required by law. The agenda for the General Meeting is decided by the person(s) convening the Meeting. One or more shareholders representing at least the portion of share capital required by law and acting in accordance with legal requirements and time periods, may request that specific items of business or draft resolutions be added to the General Meeting’s agenda. The Economic and Social Council may also request the inclusion of proposed resolutions in the agenda. A General Meeting shall not deliberate on a matter of business that is not included in the agenda. However, a General Meeting can in all circumstances dismiss and replace one or more directors. General Meetings shall include all shareholders, regardless of the number of shares they hold, who may participate personally or by proxy. All shareholders have the right to participate in General Meetings provided they furnish proof, in accordance with legal and regulatory requirements, that their shares are registered on accounts in their names or on their behalf in the name of their registered intermediary, or on the registered share accounts kept by the Company, or on the bearer share accounts kept by an authorised intermediary. Any shareholder may be represented by his or her spouse, the partner with whom he or she has entered into a pacte civil de solidarité (PACS, the French civil union contract), another shareholder or any other other private individual or legal entity of his or her choice; in the case of proxies given by a shareholder without specifying the name of the proxy holder, the Chairman of the General Meeting shall cast a vote in favour of the adoption of draft resolutions submitted or approved by the Board of Directors and a vote against the adoption of all other draft resolutions. To cast any other vote, a shareholder must choose a proxy who agrees to vote as indicated by the principal. The legal representatives of shareholders who lack legal capacity and individuals representing shareholders that are legal entities may participate in General Meetings whether or not they are shareholders. If the Board of Directors so decides at the time it convenes a General Meeting, shareholders may also participate in said meeting by videoconference or any other means of telecommunications or electronic transmission, including the internet, that meets the conditions prescribed by the laws and regulations applicable at the time of the use thereof. Shareholders who participate in a General Meeting by videoconference or other means of telecommunications that enables them to be identified in a manner and in accordance with procedures in compliance with statutory and regulatory provisions shall be deemed present for the purposes of calculating the quorum and majority. All shareholders may be represented by another person at General Meetings or vote remotely by filling in a form addressed to the Company, as provided for in law and the regulations, either on paper or electronically, depending on the procedure adopted by the Board of Directors and stipulated in the notice of meeting.

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SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2019